FFIE Reports Material Agreement, Financial Obligations, Equity Sales

TL;DR

FFIE signed a deal, took on debt, and sold stock on 12/21.

AI Summary

Faraday Future Intelligent Electric Inc. (FFIE) entered into a material definitive agreement on December 21, 2024. The company also reported the creation of a direct financial obligation and unregistered sales of equity securities. This filing includes information on financial statements and exhibits, and is a Regulation FD Disclosure.

Why It Matters

This 8-K filing indicates significant financial and contractual developments for Faraday Future, potentially impacting its operational and financial standing.

Risk Assessment

Risk Level: medium — The filing details material agreements, financial obligations, and equity sales, which can introduce financial risks and uncertainties for the company.

Key Players & Entities

• FARADAY FUTURE INTELLIGENT ELECTRIC INC. (company) — Filer
• 0001805521 (company) — Central Index Key
• Property Solutions Acquisition Corp. (company) — Former Company Name
• December 21, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share FFIE The Nasdaq Stock Mar
• $110,400.00 — A common stock at an exercise price of $110,400.00 per share FFIEW The Nasdaq Stock Ma
• $30 m — e agreed to purchase, for approximately $30 million, of which approximately $22.5 mil
• $22.5 million — ely $30 million, of which approximately $22.5 million will be paid in cash and approximately
• $7.5 million — will be paid in cash and approximately $7.5 million will be converted from previous loans t
• $1.16 — tock at a conversion price per share of $1.16 (the "Initial Conversion Price"), subje
• $1.048 — e Floor Price of the Unsecured Notes is $1.048 per share of Common Stock, subject to t
• $1.392 — of Common Stock at an exercise price of $1.392 (the "Initial Exercise Price"), subject

Filing Documents

• ea0225686-8k_faraday.htm (8-K) — 54KB
• ea022568601ex4-1_faraday.htm (EX-4.1) — 122KB
• ea022568601ex4-2_faraday.htm (EX-4.2) — 64KB
• ea022568601ex4-3_faraday.htm (EX-4.3) — 309KB
• ea022568601ex10-1_faraday.htm (EX-10.1) — 360KB
• ea022568601ex99-1_faraday.htm (EX-99.1) — 15KB
• 0001213900-24-111407.txt ( ) — 1355KB
• ffie-20241221.xsd (EX-101.SCH) — 4KB
• ffie-20241221_def.xml (EX-101.DEF) — 26KB
• ffie-20241221_lab.xml (EX-101.LAB) — 36KB
• ffie-20241221_pre.xml (EX-101.PRE) — 25KB
• ea0225686-8k_faraday_htm.xml (XML) — 6KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On December 21, 2024, Faraday Future Intelligent Electric Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement") with certain institutional investors as purchasers (collectively, the "Investors"). Pursuant to the Purchase Agreement, the Company has agreed to sell, and the Investors have agreed to purchase, for approximately $30 million, of which approximately $22.5 million will be paid in cash and approximately $7.5 million will be converted from previous loans to the Company, certain unsecured promissory notes (the "Unsecured Notes"), warrants (the "Warrants") and incremental warrants (the "Incremental Warrants", and together with the notes issuable upon exercise of the Incremental Warrants, the "Incremental Notes") in one or more closings. The closings are expected to occur on or before January 31, 2025, subject to the satisfaction of certain closing conditions. Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Unsecured Notes. Unsecured Notes Maturity Date; Interest. Pursuant to the Unsecured Notes, interest shall commence accruing on the date thereof at the interest rate of 10% per annum and shall be computed on the basis of a 360-day year and twelve 30-day months and shall be payable on a Conversion Date with respect to the Conversion Amount being converted on such Conversion Date, with any remaining accrued and unpaid Interest payable on the fifth anniversary of the issuance date thereof (the "Maturity Date") (each, Conversion Date and the Maturity Date being an "Interest Date"). Interest shall be payable to noteholders on each Interest Date in shares of Class A Common Stock of the Company, par value $0.0001 per share ("Common Stock"); provided, however, that the Company may, at its option following notice to the noteholders, pay Interest on any Interest Date in cash or in a combination of cash and Common

03 Creation of a Direct Financial Obligation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off Balance Sheet Arrangement of a Registrant The description of the Unsecured Notes issued by the Company described in Item 1.01 is incorporated herein.

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The description of the Unsecured Notes, Warrants, and Incremental Warrants issued by the Company described in Item 1.01 is incorporated herein.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On December 22, 2024, the Company issued a press release with respect to the offering set forth in Item 1.01 above. A copy of such press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference. The information in this Item 7.01 of this report (including Exhibit 99.1) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 4.1 Form of Warrant 4.2 Form of Incremental Warrant 4.3 Form of Unsecured Convertible Note 10.1 Securities Purchase Agreement, dated December 21, 2024, by and among Faraday Future Intelligent Electric Inc. and the parties thereto. 99.1 Press release dated December 22, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 4 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FARADAY FUTURE INTELLIGENT ELECTRIC INC. Date: December 23, 2024 By: /s/ Koti Meka Name: Koti Meka Title: Chief Financial Officer 5

View Full Filing

View this 8-K filing on SEC EDGAR